0001047469-04-018434 Sample Contracts

FIRST AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT
Rights Agreement • May 25th, 2004 • New England Business Service Inc • Manifold business forms • Delaware

THIS FIRST AMENDMENT TO AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of November 1, 2001, is made by and among New England Business Service, Inc., a Delaware corporation (the "Company"), Fleet National Bank (formerly known as The First National Bank of Boston) ("Fleet"), and EquiServe Trust Company, N.A. ("EquiServe").

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NOTICE TO PARTICIPANTS IN THE 401(K) PLAN FOR EMPLOYEES OF NEW ENGLAND BUSINESS SERVICE, INC.
New England Business Service Inc • May 25th, 2004 • Manifold business forms

As you may know, New England Business Service, Inc. (the "Company") has entered into a merger agreement (the "Merger Agreement") providing for the acquisition of the Company by Deluxe Corporation ("Parent"). In accordance with the Merger Agreement, Parent, through its wholly owned subsidiary Hudson Acquisition Corp. ("Purchaser"), has commenced a tender offer to purchase all of the outstanding shares of the Company's common stock ("Shares") for $44.00 net to the seller in cash (the "Offer Price"). This notice is being sent to you with respect to Shares attributable to your account under the 401(k) Plan for Employees of New England Business Service, Inc. (the "Plan").

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